Merchant
Business
Solutions
Card Acceptance by Business
Terms and Conditions
Version: 6.0
Date: November 2014
Postal address:
Merchant Business Solutions
GPO Box 18
Sydney NSW 2001
1800 029 749
1800 066 244 (EFTPOS 1 customers only)
Facsimile:
(02) 9876 9791
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Contents
1.0Introduction�������������������������������������������������������������������� 3
2.0
Definitions and Interpretation ��������������������������������������� 4
3.0Equipment���������������������������������������������������������������������11
4.0
Processing Transactions������������������������������������������������14
5.0Surcharging������������������������������������������������������������������ 18
6.0 Sale Refunds������������������������������������������������������������������19
7.0
Invalid Transactions������������������������������������������������������ 20
8.0
Your Account���������������������������������������������������������������� 22
9.0
Online access to information about your
merchant facilities�������������������������������������������������������� 24
10.0 Hotel/Motel Reservation Guarantee and Advance
Accommodation Deposit��������������������������������������������� 25
11.0 Express Checkout�������������������������������������������������������� 26
12.0 Vehicle and Equipment Rental Transactions��������������� 27
13.0 eCommerce Merchants������������������������������������������������ 28
14.0 Quasi-Cash Transactions���������������������������������������������� 31
15.0Trustees������������������������������������������������������������������������ 32
16.0Records������������������������������������������������������������������������� 33
17.0 Creditworthiness of the Cardholder���������������������������� 34
18.0Variations���������������������������������������������������������������������� 34
19.0Notices������������������������������������������������������������������������� 35
20.0 Warranties and Indemnities����������������������������������������� 36
21.0 Fraud Prevention���������������������������������������������������������� 38
22.0 Code of Banking Practice�������������������������������������������� 40
23.0 Financial Crimes Monitoring and Anti‑Money
Laundering������������������������������������������������������������������� 40
24.0Termination�������������������������������������������������������������������41
25.0 Privacy Law������������������������������������������������������������������� 44
26.0 Notifying us of changes����������������������������������������������� 45
27.0 Charge Cards��������������������������������������������������������������� 45
28.0 Third parties����������������������������������������������������������������� 46
29.0GST������������������������������������������������������������������������������� 46
30.0Suspension������������������������������������������������������������������� 46
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31.0 Use of Trade Marks������������������������������������������������������ 47
32.0 Personal Property Securities Act��������������������������������� 48
33.0Assignment������������������������������������������������������������������� 49
34.0 Our liability is limited��������������������������������������������������� 49
35.0 Governing Law������������������������������������������������������������� 50
36.0 What to do if you have a problem or dispute�������������� 50
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1.0 Introduction
This booklet sets out the standard terms and conditions
applying to the acceptance of Cards under various types of
Merchant Facilities provided by us.
If you accept our offer, as described below your legally
binding contract with us will comprise of this booklet and the
information we give you when we make the offer, in a letter or
in some other way, including:
●●
this booklet;
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the Merchant Operating Guide;
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the booklet “Your Guide to Merchant Fees and Charges”
(which sets out standard merchant fees and charges);
the booklet “Protecting Your Business Against Credit Card
Fraud”; and
the booklet “Your Guide to the Payment Card Industry Data
Security Standards” (Agreement).
Please note we have a number of Merchant Facility products.
Some of these products require you to enter into an MSA
Contract. If we agree to provide you with one or more of these
products, your legally binding contract will consist of the MSA
Contract, this booklet and the information we give you when
we make the offer and any other documents which we notify
you will govern your use of that product(s) (such as, but not
limited to, a Product Module).
Under this Agreement, you also must comply with and any
Manuals or guides we provide to you from time to time in
accordance with their terms. (We may provide such documents
to you electronically.)
This Agreement will become binding in any of the following
ways:
(a) by commencing to process Transactions through the
Merchant Facility;
(b) taking delivery, either of any Equipment enabling
the processing of Transactions under the Merchant
Facility, or of any materials to be used by you during the
currency of the facility; or
(c) if you are an eCommerce Merchant, by contacting our
Merchant Helpdesk to obtain a MID and Merchant
Category Code.
If you accept our offer in a manner outlined above, you
undertake to us:
(i) to observe at all times your obligations set out
in the Agreement and any Manuals or guides we
provide to you;
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(ii)to execute any directions and authorities we require
to give effect to any of your obligations under the
Agreement; and
(iii) not to implement any agreement similar to the
Agreement with any other financial institution while
the Agreement is in operation.
If you do not wish to accept our offer of a Merchant Facility,
you must immediately contact us to withdraw your application
whereupon we will cancel your MID. Even if you have not done
any of the things set out in clauses 1(a), (b) or (c), you will be
deemed to have accepted our offer if you have not contacted
us to withdraw your application within fourteen (14) Business
Days after the date of the offer, whether in a letter or some
other way.
If we approve a subsequent application from you for another
type of Merchant Facility, the terms and conditions set
out in our letter for that Merchant Facility will apply not
the Agreement.
2.0 Definitions and
Interpretation
2.1 In this booklet the following words have these meanings
unless the contrary intention appears:
“Account” means any account nominated by you for the
purposes of this Agreement (including settlement, Chargeback
or billing purposes);
“Accredited Gateway Provider/Data Processor” means a
gateway provider/data processor who has formal recognition
of compliance with security standards and technical
requirements from Westpac, and can be identified through
appearing on the listing at www.westpac.com.au;
“ADC” (being an Account Data Compromise) means any event
whereby the Bank or you (or any of your officers or employees),
or any Service Provider facilitating the storage, transmission or
processing of card payments for or on your behalf, suspect or
have confirmation of unauthorised access to Cardholder Data;
“Agreement” has the meaning given to it in clause 1 as
amended from time to time under clause 18;
“Authorisation” means the response to you requesting our
approval for a Card to be used for a particular Transaction,
whether through operation of the Terminal or by telephone if
there is a service interruption, see clause 4.3;
“Business Day” means any day (other than a Saturday, Sunday
or public holiday) between the hours of 9:00am and 5:00pm
on which banks are open for business in New South Wales.
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“Card” means:
●●
●●
●●
●●
●●
a valid payment card issued by a member or affiliate of
MasterCard® on which the MasterCard marks appear;
a valid payment card issued by a member or affiliate of Visa
on which the Visa marks appear;
a valid payment card issued by a member or affiliate
of American Express® on which the American Express
marks appear;
a valid payment card issued by a member or affiliate of
UnionPay on which the UnionPay marks appear;
a valid payment card capable of acceptance under the
eftpos mark issued by an
●●
Australian bank or financial institution;
●●
a Charge Card;
●●
●●
any other valid payment card issued under any loyalty
programme; or
any other valid payment card issued by another entity
which we request you honour and you agree to honour, and
includes a Virtual Card;
“Card Scheme” means the MasterCard, Visa, American
Express, UnionPay, Diners Club, Discover, JCB and EPAL card
schemes and any other similar schemes provided that we are a
member of or participate in that scheme;
“Cardholder” means a person to whom a Card has been
issued;
“Cardholder Data” means the account information of a
Cardholder;
“Cardlink” means Cardlink Services Limited
ABN 60 003 311 644;
“Cash Out” means a service where a Card Transaction is used
by the Cardholder to obtain cash;
“Chargeback” means a debit entry to your Account processed
by us which is the reversal of a credit previously settled to you,
as a result of an invalid Transaction (as described in clause 7.0);
“Charge Card” means a Card issued under any one of the
following Card Schemes: American Express, Diners Club,
Discover or JCB;
“Credit Card Transaction” means a Transaction where
the details of a credit Card have been presented and the
Transaction is processed using either;
●●
a paper credit card sales voucher;
●●
a Terminal without a PINpad; or
●●
a Terminal with a PINpad and selecting the “Credit” button
on the PINpad; or
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●●
any bank approved electronic device or internet based
interface;
In this booklet, this definition applies even where the ultimate
destination of a Credit Card Transaction may be a deposit
account;
“Debit Card Transaction” means a Transaction performed
using a Card where a cheque or savings account is selected
using either a PINpad or an EFTPOS paper sales voucher;
“Dynamic Currency Conversion” (DCC) means a facility
which enables Cardholders who have Cards issued by a nonAustralian financial institution to elect to pay for goods or
services in Australian dollars or their local currency at the time
of the purchase. DCC is only available in a number of selected
non-Australian currencies and on eligible Merchant Facilities;
“eCommerce Merchant” means a Merchant who has been
authorised by us to accept Credit Card Transactions whilst
conducting the sale of goods or services with a Cardholder
using a fixed line or wireless connection over the internet or
other network;
“eCommerce Merchant Facility” means any method and/or
device utilised by you, or by any Service Provider that may be
used to engage in the acceptance or transmission of Credit
Card Transactions or storage of Credit Card payment details.
This definition includes but is not limited to all software,
hardware, databases, digital image and physical records used
and/or maintained by you and/or the Service Provider(s);
“eCommerce Transaction” means a Credit Card Transaction
between you and a Cardholder where the Cardholder sends
Card data to you over the internet or other network (including
via a Website), regardless of how the data is transmitted from
you to us;
“eftpos” means the Electronic Funds Transfer at Point of Sale
system;
“eftpos Trade Mark” means all registrations for the eftpos
logo that are owned by EPAL or any other trademark
developed or acquired by EPAL that are contained in your
Merchant Operating Guide from time to time;
“Electronically” means:
●●
●●
electronic communication to your nominated electronic
address; or
making particulars of changes available at our website
www.westpac.com.au and notifying you by electronic
communication to your nominated electronic address;
“EPAL” means eftpos Payments Australia Limited;
“EPAL Scheme Rules” means the EPAL Scheme Rules
published by EPAL on its website from time to time;
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“Equipment” includes any Terminal, manual imprinter, sales
vouchers, power cords, car adapters, docking cradles, the
user and technical manuals and any other materials or items
supplied by us from time to time or supplied by a third party
and approved by us for use as Equipment;
“Floor Limit” means the total value of sales or cash out which
you are authorised from time to time to make to a Cardholder
on any one occasion in respect of any one Card without
obtaining an authorisation number from us;
We may change your authorised floor limit at any time by
giving notice to you;
“GST” has the meaning given by the GST Law;
“GST Law” has the meaning given to that term in A New Tax
System (Goods and Services Tax) Act (Cth) 1999, or, if that Act
does not exist for any reason, means any Act or regulation
imposing or relating to the imposition or administration of a
goods and services tax in Australia;
“Law” includes any law, statute, regulation, ordinance,
proclamation, by-law, statutory instrument or order, Rules or
codes of conduct issued by regulatory bodies;
“Manual” includes the Quick Reference Guide, User Guide,
Merchant Operating Guide and any other practical operating
instructions we provide;
“MasterCard” means MasterCard International Incorporated;
“Merchant Facility” means the Westpac approved facility
made available to you to enable you to accept payments using
Cards;
“MID” means merchant identification number;
“Multi Merchant” means one of a number of merchants
who have individual merchant agreements with Westpac and
transact their business through one shared Terminal;
“Multi Merchant Facility” provides a means whereby one
of a number of merchants may process Transactions for their
individual businesses through one shared Terminal;
“PAN” means the Primary Account Number or Cardholder
account number commonly located on the front of a Card;
“Payment Gateway” provides a secure method for
authorising Credit Card Transactions over the internet through
a system accredited by Westpac;
“PA-QSA” means Payment Application Qualified Security
Assessor;
“PCI PA-DSS” means Payment Card Industry Payment
Application Data Security Standards, developed and updated
by the PCISSC from time to time, and applying to software
vendors and other vendors developing payment applications
that store, process or transmit Cardholder Data, as part of an
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authorisation or settlement process, where these payment
applications are sold, distributed, or licensed to third parties;
“PCI PTS” means Payment Card Industry PIN Transaction
Security;
“PCIDSS” means Payment Card Industry Data Security
Standards which are developed and updated by the PCISSC
from time to time, with the aim of facilitating protection of
cardholder payment data from unauthorised access, and which
is applicable to any person who stores, processes or transmits
card data. To avoid doubt, obligations in relation to PCIDSS
apply to Cards whether or not the relevant Card Scheme is
mentioned in PCIDSS;
“PCISSC” means the Payment Card Industry Security
Standards Council, being a not-for-profit organisation
responsible for the development of the PCIDSS, the PCI PTS
and the PCI PA-DSS standards;
“PIN” means personal identification number;
“PINpad” means the device designed as part of, or for
attachment to, a Terminal and which contains an alpha/
number function keyboard by which the user nominates an
account and enters a PIN;
“PPSA” means the Personal Property Securities Act 2009 (Cth);
“Prepaid Sale” means the merchant receives payment from
a Cardholder before the merchant has provided goods or
services to the Cardholder;
“Primary Merchant” means the merchant of a Multi Merchant
facility who agrees to take full responsibility for the physical
terminal in accordance with clause 3.0 of this booklet;
“Quasi-Cash Merchant” is a merchant who carries out a
Quasi-Cash Transaction;
“Quasi-Cash Transaction” means a Transaction between
you and a Cardholder where you sell items that are directly
convertible to cash. Examples include (but are not limited to)
money orders, traveller’s cheques, precious metals and foreign
currency;
“Recurring Transaction” means when you are authorised to
make regular drawings on a Card at predetermined intervals
(not to exceed one year between Card Transactions) with the
Cardholder’s written authority;
“Related Body Corporate” has the same meaning as in the
Corporations Act 2001 (Cth);
“Rules” means the Card Scheme rules set by Card Schemes
from time to time including the EPAL Scheme Rules;
“Secure Socket Layer (SSL)” means the encryption
technology used on a server that encrypts important data such
as credit card numbers and other information when it is being
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stored or passed from one digital device (such as a computer)
to another;
“Security Interest” includes any security interest under the
PPSA, mortgage, pledge, Iien, charge, hypothecation, trust
arrangement, title retention arrangement or other security
interest or encumbrance;
“Sensitive Authentication Data” includes any full magnetic
stripe, PIN verification or code otherwise known as CAV, CVC,
CVC2, CVV, CVV2, PVV, PIN and PIN Block data and excludes
the information listed in clause 4.12;
“Service Provider” means any entity or third party that stores,
processes or transmits card data on your behalf or you utilise to
assist with the acceptance of card payments including but not
limited to Payment Gateways and Web Hosting Providers;
“Shopping Cart Vendor System” means the data
processing system comprising the hardware, software and
telecommunication network utilised by a shopping cart
vendor to provide services including any third party systems
connected to a shopping cart vendor’s hardware, software and
telecommunications network;
“Small Business” means a business having less than 100 full
time (or equivalent) people if the business is or includes the
manufacture of goods, or, in any other case, less than 20 full
time (or equivalent) people;
“Subsequent Merchant” means a merchant who is a member
of a Multi Merchant facility and transacts business through
a shared Terminal for which the Primary Merchant has full
responsibility for the physical Terminal;
“Terminal” means the hardware used to accept Card
payments and the software that is installed on that eftpos
hardware, and includes any replacement hardware.
“Software” includes the operating system, application
software and the terminal management software, and any
updates issued from time to time;
“Terminal Access Services” means access to Westpac’s
Transaction network; services that facilitate Transactions,
including the provision of the installation, maintenance, repair,
training and other services, and the provision of a Terminal
(including the right to use the software) of the type and
configuration ordered by you;
“Trade Mark” means any logo, symbol, trade mark, trade
name, service mark, brand name, domain name, company
or trading name, trading get up and similar right, whether
registered or unregistered, belonging to us or any Related
Body Corporate;
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“Transaction” includes a Debit Card Transaction and Credit
Card Transaction as well as Sale Refunds as defined in
clause 6;
“UnionPay” means China UnionPay Co., Ltd.;
“Virtual Card” means a Card Scheme payment instrument
validly issued under the authority of a Card Scheme, such
as a ‘virtual card’ having a validly issued card number with
associated expiry date with no physical card issued, or a
device using ‘near field communication’ or similar technology
under the authorisation of a Card Scheme to emulate a validly
issued payment card;
“Visa” means Visa Inc.;
“Website” means an interface or portal published by a
merchant to facilitate an eCommerce Transaction which
includes but is not limited to a web page, web portal or smart
phone application;
“Westpac”, “we”, “us” or “our” means Westpac Banking
Corporation ABN 33 007 457 141;
“Westpac Group” means Westpac and any Related Body
Corporate of Westpac;
“Web Application” means the software that your business
utilises to advertise the sale of goods and/or services over the
Internet;
“You” means the person to whom the Letter is addressed. If
there is more than one, it includes any one or more of You and
each of you is jointly and severally liable under this Agreement.
This liability will continue even where one or more of you is not
liable or is no longer liable.
2.2 For the purposes of this Agreement:
(a) Transaction information is presented by the
completion and delivery of a voucher recording the
Transaction or by any other form we approve;
(b) a sale includes the supply of goods or the supply of
services or both;
(c) the words “include”, “including”, “for example”
or “such as” are not used as, nor are they to be
interpreted as words of limitation and, when
introducing an example, do not limit the meaning of
the words to which the example relates;
(d) the singular includes the plural and vice-versa;
(e) the failure by either party to exercise any right under
this Agreement does not mean that party has waived
that right;
(f) the word “person” includes an individual, a firm,
a body corporate, a partnership, a joint venture,
an unincorporated body or association, or any
government agency;
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(g)a reference to a document (including this
Agreement) is to that document as varied, novated
ratified or replaced from time to time; and
(h)a reference in this Agreement to any Law, legislation
or legislative provision includes any statutory
modification, amendment or re-enactment, and any
subordinate legislation or regulations issued under
that legislation or legislative provision (however
described).
3.0 Equipment
3.1 You must at your expense, prepare (and keep prepared)
at your premises a site which meets our specifications for
the installation of Terminals as outlined in the Merchant
Operating Guide (such as a power supply or telephone
line if applicable) for the use of your Equipment
in accordance with the Manuals and any technical
documentation from the manufacturer or supplier of the
Equipment.
3.2 You will allow (and where applicable ensure you have
the right to permit) at all times our representatives
to enter your premises and access the Equipment to
install, move, maintain, repair, replace or remove the
Equipment or to ensure that you are complying with
the Agreement, during business hours or at any other
reasonable time. We may do this even if it disrupts
your business activities, provided we are acting for a
reasonable purpose.
3.3 Upon initial installation of a Terminal we will provide
training either face-to-face, online or via the phone,
on the use of the Terminal to the individual(s) you
designate. These people must be available at the time
of installation. You are responsible, at your cost, to
train all employees, contractors or agents who access
the Terminal. You must not permit any untrained or
unauthorised persons to operate or otherwise use
the Terminal.
3.4 If a Terminal malfunctions, or for any reason is not able to
process Transactions, you should report it immediately
to us. We will endeavour to remedy the problem and
may arrange for the Terminal to be repaired or replaced
at our discretion. You must not carry out a Transaction
using a malfunctioning Terminal. It is your responsibility
to ensure that other means are available at short notice
to enable you to continue to process Transactions. This
may include identifying to your customers the location of
the closest automatic teller machine.
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3.5 If you use Terminals supplied by someone other than us,
you must:
(a) only use Terminals which we have approved as
technically compatible with the systems, Equipment
and software used by us for the purposes of our
Card Transaction facilities, and in using any such
Terminals you will comply with any conditions as
to its use which we specify in our approval. We
may charge you a reasonable fee for testing and
assessing the suitability of Terminals supplied by
persons other than us;
(b) pay all costs and expenses relating to the installation
ofhose Terminals;
(c) pay all costs and expenses where development is
required by us to support the Terminals, where we
agree to undertake this work;
(d) pay all costs and expenses relating to the
maintenance of compliance for the Terminals;
(e) inform us prior to your dispossession of any of the
Terminals;
(f) comply with the terms of any agreement in relation
to the Terminals; and
(g) upgrade the Terminals in the event of an industry
or security standard change. We will provide notice
where this is required.
3.6 We may supply you with Equipment, Manuals, Card
decals and promotional material on agreed terms
and conditions from time to time. You agree to
display prominently at each of your premises all signs,
advertising and promotional material we supply to
you. You must not use any advertising or promotional
material in relation to the Cards, except as authorised
by us.
3.7 For the duration of the Agreement you must:
(a) use and operate the Equipment with reasonable
care only in accordance with the user and technical
manuals and any other instructions provided to
you by us and allow only your fully trained staff to
operate the Equipment;
(b) allow only us or our representatives to maintain,
replace (including any upgrades performed by us
from time to time) or remove the Equipment;
(c) allow us to upgrade the Equipment as required
including when industry or security standards
change. If you use a Terminal provided by someone
else you must upgrade it when we tell you;
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(d) keep the Equipment secure and under your control,
and (unless it is a mobile Terminal) at the premises at
which it was installed (or at such other location as is
agreed by us);
(e) insure the Equipment against theft, loss, damage,
vandalism, fire, flood, earthquake, misuse or neglect,
for its full replacement value;
(f) take proper care of the Equipment. You are
responsible for any costs incurred in the replacement
or repair of the Equipment due to theft, loss or
damage (fair wear and tear excepted);
(g) not process a Card Transaction without presentation
of a Card, unless we have given you authority to
accept mail and telephone orders from Cardholders
or you are an eCommerce Merchant;
(h) not process a Transaction by manually keying details
into the Terminal unless previously agreed by us;
(i) use reasonable care to detect forged or
unauthorised signatures or the unauthorised use
of a Card;
(j) immediately alert us and your Service Provider, if
the Equipment has been damaged, stolen or mislaid
or if you suspect that the Equipment has been
tampered with;
(k) not modify the Equipment in any way.
3.8 You acknowledge and agree that title in the Equipment,
Manuals, Card decals and promotional material we
provide you remains with us or our suppliers at all times,
and is not transferred to you. You must not sell, assign
or encumber them, nor provide them to any third party.
You must not remove any plates, stickers or markers
which are used to identify the Equipment and/or the
owner of the Equipment. We may, without your consent,
give a third party any form of interest in, or security over,
the Equipment or all or part of your agreement with us.
3.9 We may at any time replace any Equipment with new
Equipment. If we replace any Equipment we will notify
you promptly of any additional amounts payable by you
to us. When requested, you must discontinue use of
any Equipment that has been replaced. You must also
follow our reasonable directions regarding the return or
disposal of any Equipment which has been replaced.
3.10The Terminal is supplied strictly to enable you to process
Card Transactions under the Agreement, and any
other kinds of Transactions which may subsequently be
regulated by the Agreement.
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3.11Your rights in the Equipment do not extend beyond
a non-transferrable non-exclusive licence to use
the Equipment solely for your lawful Transactions in
Australia.
4.0 Processing Transactions
4.1You will accept all valid Cards and process all
Transactions in accordance with all applicable Laws,
any obligations in the Agreement and any direction
of Westpac in carrying out activities related to your
Merchant Facility.
4.2 You must process all Transactions in Australian dollars
except where you have been approved for Dynamic
Currency Conversion (DCC). You may earn commissions
on currency conversion Transactions at the rate specified
from time to time.
4.3 You must obtain prior Authorisation for the total amount
of the sale if it exceeds the applicable Floor Limit when
processing Transactions via a Terminal. For all telephone,
facsimile or online Transactions processed through a
Terminal you must obtain prior authorisation. You are
responsible for verifying the identity of the Cardholder
(for example by ensuring that the signature or any other
Cardholder authorisation on the voucher is not forged,
obtained by fraud or deception, or unauthorised) and
that the Transaction is not otherwise invalid (refer to
clause 7).
4.4 Throughout Cardholder contact, you must prominently
and unequivocally inform the Cardholder of your identity
so that the Cardholder can readily distinguish you from
any supplier of goods or services to you or other third
parties. You must also provide notice to the Cardholder
that you are responsible for the Transaction, including
the goods or services acquired by use of the Card, as
well as for related customer service, dispute resolution
and performance of the terms and conditions of the
Transaction.
4.5 You are responsible for ensuring that a Transaction is
approved or declined before providing a Cardholder
with goods and/or services. We take no responsibility
and will not provide compensation where goods or
services (including Cash Out Transactions, where
permitted) are provided for declined Transactions.
4.6You must only process Transactions and present
vouchers to us in circumstances where you have actually
supplied the relevant goods or services to a Cardholder
for which the Card was used for payment, unless we
14
have specifically agreed that you may process prepayment Transactions and the Cardholder has expressly
authorised the Transaction being processed earlier.
4.7 You must not split a Transaction into two or more
Transactions on the same Card to avoid having to obtain
an Authorisation. You will not be in breach of this clause
by splitting a Transaction in the following instances:
(a) when the Cardholder bills a portion of the
Transaction to a Card and pays the remaining
balance by cash or cheque only; or
(b) when the goods or services will be delivered or
performed after the Transaction date, and one
voucher represents a deposit, and the second
voucher represents payment of the remaining
balance and the second voucher is conditional
upon the delivery or performance of the goods
or services.
4.8 You will not undertake any Transaction:
(a) representing a refinance or transfer of an existing
Cardholder’s financial obligation to you (whether
or not you consider that the obligation is not
collectable); or
(b) as an alternate way of accepting payment due to the
dishonour of a Cardholder’s personal cheque.
4.9 We need not supply you with a manual Card imprinter
and where a manual Card imprinter has been supplied,
you must promptly return it when we ask. Where a
manual Card imprinter has been provided to you, you
must not use the manual Card imprinter at the same
time as the Terminal. You can only use the manual
Card imprinter if the Terminal is not capable of normal
operation (unless previously authorised by us) and the
Terminal malfunction has been reported to either our
Helpdesk or if the Terminal has been issued by a third
party, the issuer of your Terminal. For each Transaction
processed manually by the imprinter, you must obtain all
necessary authorisations as instructed by us. You must
present all Card Transaction information to us within 3
Business Days of the Transaction. We may charge the
Transaction back to you if there is any delay in providing
this information.
4.10If required by law, we will forward to you monthly
statements. Statements will take the form of Tax
Invoices. This may be in electronic format.
4.11Under no circumstances should you request or allow
any Cardholder to disclose their personal identification
number (PIN), password or other code or information
that can be used to access a customer’s account, for
15
you to retain. You should only retain a Card if we ask
you to do so. Without limiting your other obligations in
this clause 4.11, you will not disclose, give to us or unless
required by law), buy, sell or exchange a Cardholder’s
name or Card details to any person.
4.12Subject to clause 4.13, you may store only the following
Cardholder Data, and in each case only if there is a
genuine business need to do so:
(a)PANs which have been rendered unreadable in
compliance with the PCIDSS;
(b)Cardholder name;
(c)Card expiry date; and
(d)extended service code (used for Smart Card
processing).
If the genuine business need no longer exists, the
relevant Cardholder Data must be deleted or destroyed
in accordance with the PCIDSS. You must store
Cardholder Data securely such that the information
cannot be reasonably compromised.
4.13 Under no circumstances will you store Sensitive
Authentication Data after obtaining an Authorisation.
All Cardholder Data elements not listed in clause 4.12
are considered to be Sensitive Authentication Data
and are not to be stored under any circumstances after
Authorisation.
4.14 Under no circumstances should you request or use
Credit Card details provided via email for payment of
the provision of goods or services. If provided, you must
not use them for any purpose and must immediately
securely destroy these details.
4.15You must not process or encourage Transactions
through the Merchant Facility that relate to, or are in
connection with, the sale of goods or services that are
in contravention of the laws of Australia, the laws of your
jurisdiction or the laws of the Cardholder’s jurisdiction
(including but not limited to the violation of export
controls, obscenity laws or gambling laws). You must
not offer for sale goods or services, or use or display
materials, that are illegal, obscene, vulgar, offensive,
dangerous or are otherwise inappropriate. You are
required to comply with any industry code of conduct
specifically regulating or prohibiting the retention by
you of Cardholder’s personal identification numbers,
passwords or other codes or information that can be
used to access a Cardholder’s account.
4.16We will not be responsible or liable for any delay that
might occur in the processing of payments or any lost
16
Transactions that might occur where the Merchant
Facility is not available for any reason. This includes
instances where Cash Out Transactions are not available.
4.17We are not liable for any loss which you may suffer
resulting from our failure to credit an Account due to
technical or administrative difficulties relating to the
banking system used for the transfer of funds. This
also includes instances where your Merchant Facility is
unable to settle for any reason.
4.18You acknowledge that Cardlink is engaged by us to
provide Authorisation services and the relationship
between us and Cardlink is not an employment or
fiduciary relationship. Only Credit Card Transactions can
be authorised by Cardlink. You acknowledge and agree
that if a Debit Card Transaction using a valid Transaction
Card capable of acceptance under eftpos is declined by
the issuing Australian bank or financial institution, then
we will be unable to recover the value of the Debit Card
Transaction for you and we will have no liability to you or
any third party in respect of that Debit Card Transaction.
4.19We may notify you if you have excessive Chargebacks
and/or fraudulent Transactions in any particular category
or if a particular category is at risk of exceeding the
threshold. You must take immediate action to rectify the
situation. Failure to resolve the cause of the problem,
in accordance with our instructions may result in
Chargebacks or non-compliance Card Scheme fines
which may be passed on to you.
4.20If we determine that your conduct in processing
Transactions may cause loss to you or Westpac, we may
require you to replace any card imprinter with a Westpac
Terminal and/or withdraw or impose further conditions
on any authorisation we have given for card-notpresent
Transactions. You must comply with any such condition.
4.21You are required to obtain and hold Cardholder
authorisation for all Recurring Transactions and ensure
the nominated card is within current validity at all times.
4.22We may authorise you in writing to offer Cash Out
Transactions on any conditions we specify. You must not
offer Cash Out Transactions unless we have authorised
you to do so, however you need not offer them if we
have given that authorisation.
4.23If we have authorised you to offer Cash Out
Transactions, then unless we agree otherwise in writing:
(a) you must offer them only in Australian dollars;
(b) you must offer them only in the case of a Transaction
where the Cardholder and Card are present;
17
(c) you may not offer them in relation to a Credit Card
Transaction;
(d) you must process Cash Out Transactions only using
the Cash Out menu or facility on your Equipment;
(e) you must provide the whole of the Cash Out
Transaction amount to the Cardholder in legal
tender (that is, valid banknotes and coins), and
must not withhold any of the value of the Cash Out
transaction, other than a surcharge permitted under
clause 5.
5.0 Surcharging
5.1 You agree to:
(a) charge a Cardholder a price for goods and services
comparable to the price you charge for cash for
those goods and services; and
(b) honour a Card tendered by a Cardholder for the
payment of goods or services to be supplied
by you to the Cardholder in accordance with
the Agreement.
5.2 If you charge a fee for Transactions, you must clearly
disclose any surcharges that might apply before
processing the Transaction. Any surcharge must be
included in the relevant transaction and not processed
as a separate transaction. (For example, where a
surcharge applies to a purchase Transaction, the
surcharge must be added to the amount of the purchase
Transaction and must not be processed as a separate
Cash Out Transaction.)
5.3 You must limit the cost of any surcharge to the
reasonable cost of accepting the Transaction to which it
applies.
5.4 Before a Transaction is completed, you must allow the
Transaction to be cancelled, without the Cardholder
incurring any cost after advising the Cardholder of the
total Transaction amount.
5.5 You acknowledge that Card issuers may from time to
time change the classification of a Card (i.e. standard
or premium) and, as a result when applying a surcharge
rate to a Cardholder, it cannot be guaranteed that the
classification of the Card on which you have based the
surcharge will be the same as the classification on which
you are charged your merchant service fee in relation to
the same Transaction.
5.6 You will pay any fines associated with your
noncompliance with Card Scheme surcharging rules.
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6.0 Sale Refunds
6.1 You must establish a fair policy for the exchange or
return of goods and for the re-performance of services,
and for the handling of refunds and disputed amounts,
which complies with all applicable Laws including the
Australian Consumer Law. Subject to clauses 6.2 and
6.3, you agree to give credit to Cardholders in respect of
any refunds for goods and services or disputed amounts
(as applicable) by means of a sales refund Transaction
(Sale Refunds) as set out in the Manuals and not in cash
or by cheque.
6.2 Subject to clauses 6.3 to 6.6, you may process Sale
Refunds by transferring the amount of the refund from
your Account to a Card account. Sale Refunds may
only be processed to a Card where there was an initial
valid Transaction on that Card. A Sale Refund must not
be provided to a different Card, in cash or by cheque.
If your Terminal allows Sale Refunds, the Sale Refund
should be refunded to the Cardholder through your
Terminal. The provisions in clauses 6.3 to 6.6 inclusive
do not apply where the Terminal has been supplied by
somebody other than Westpac. You should refer to the
agreement with whoever supplies the Terminal to you for
their requirements (if any).
6.3 In order to utilise Sale Refunds via a Terminal:
(a) you must initiate a password; or
(b) for some products, we will provide you with a
password which you must change immediately on
receipt by telephoning our Help Desk.
You may not process a Sale Refund using a Terminal
unless you enter the password prior to each Transaction.
6.4 Where we have issued you with a password, we will
not be responsible for any unauthorised Sale Refund
processed through your Terminal using the password we
have issued.
6.5 You will control and be responsible for access to the
Terminal Sale Refund password. You should change
your password if for any reason you think it has become
known to persons other than those who you have
authorised to complete Sale Refunds.
6.6 We are not responsible for any unauthorised Sale
Refunds processed through your Terminal, even if those
Sale Refunds may cause your Account to be debited by
the amount of the Transaction.
6.7 If we do not supply electronic Terminals to you we will
not be responsible for any unauthorised Sale Refunds
processed through your Terminal.
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7.0 Invalid Transactions
7.1 A Transaction is invalid if:
(a) the underlying supply of goods and/or services is
illegal or you do not have a valid regulatory licence
or authorisation to process that supply;
(b) it was processed by you after your Merchant Facility
or the Agreement was terminated in accordance with
clause 24 or whilst it was suspended in accordance
with clause 30;
(c) the Transaction is split into two or more Transactions
on the same Card or over two or more cards to
avoid having to obtain an authorisation for the total
amount of the sale (each Transaction will be invalid);
(d) the signature on the voucher or any other Cardholder
authorisation on the voucher is forged, obtained
by fraud or deception, unauthorised or otherwise
invalid;
(e) the particulars on the voucher are not identical with
the particulars on the Cardholder’s copy;
(f) the Card relating to the Transaction is not valid at
the time of the Transaction;
(g) the voucher presented to us is incomplete or
illegible;
(h) the Card was used without the Cardholder’s
authority;
(i) the Transaction did not originate from an act
between you and the Cardholder;
(j) you have not retained your copy of the receipt or
voucher signed by the Cardholder for 18 months
from the date of the Transaction or you do not
produce to us the tally roll receipt or voucher within
five Business Days of a request by us for production
of that receipt;
(k) it is a Credit Card Transaction and:
(i) it is not for the supply of goods or service to a
genuine customer; or
(ii) it relates to a transfer of funds, not supply of
goods or services;
(l) it was submitted as a Transaction authorised by us,
where an authorisation was never obtained from or
given by us;
(m)it is a Sales Refund and:
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(i) no corresponding sales Transaction exists for
the Card on which the Sales Refund is made or
purported to be made;
(ii) it represents the payment of wages/salary;
(iii) it represents the transfer of funds; or
(iv) insufficient funds are available in the Account to
cover the refund amount;
(n) you fail to comply with all messages displayed on the
Terminal in relation to the Transaction;
(o) where the Transaction is not processed by a
Terminal:
(i) the voucher used is incomplete or illegible;
(ii) you imprinted a voucher for the Transaction
contrary to a prior message displayed on a
Terminal in relation to the Cardholder or the
Transaction; or
(iii) the voucher does not bear the Card imprint;
(p) you are unable to demonstrate the validity of the
Transaction to our satisfaction;
(q) you do not otherwise comply with your obligations
under the Agreement in relation to the Transaction;
or
(r) you do not respond to voucher requests or other
supporting information required by us within the
timeframes specified by the applicable Rules.
7.2 A telephone, Internet or mail order Transaction is
also invalid if the Transaction is not authorised by the
Cardholder, or in the case of a standing authority,
the authority has expired or was cancelled prior to
the Transaction. You acknowledge that authorisations
obtained provide no guarantee that the person
providing the Card details is the Cardholder.
7.3 We may refuse to accept, or may Chargeback, any
Transaction if:
(a) the Transaction is invalid or we consider it to
be invalid;
(b) the Cardholder claims the Transaction is invalid
or disputes liability for any reason;
(c) you process a cancelled Recurring Transaction;
(d) the Cardholder asserts a claim for set-off or
a counterclaim.
You acknowledge that Chargebacks may be processed
to your Account up to 18 months after the date of the
original Transaction.
7.4 You undertake to abide by industry best practices
to minimise fraud and chargebacks as set out in the
Manuals from time to time.
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8.0 Your Account
8.1 If you request and we agree, you may use one account
for settling transactions you process and one for paying
your fees and other amounts you owe us (for example
Chargebacks). You must advise us of the details of the
Account. We will credit your Account with the amount
of the Transactions processed. You must notify us
immediately if your Account details change. If your
account is with another financial institution, you will
need to give us a new Direct Debit Authority. In some
circumstances (e.g. eCommerce Merchant Facilities) it
will be necessary for Transactions to settle to a Westpac
account. You will be advised of this requirement at the
time of application.
8.2 You authorise us, from time to time, to debit your
Account in respect of:
(a) all service charges, fees and other charges set by us
and which are notified to you from time to time;
(b) all government charges, duties and taxes (including
GST) that apply in relation to the Agreement;
(c) the full amount of all Sales Refunds you process,
less any charges we have already debited to your
Account relating to the relevant Transaction;
(d) any overpayments or credits we have made in
respect of Transactions due to errors or omissions;
(e) any Chargeback;
(f) any moneys paid by us to you for Card Transactions
where we are investigating the validity of the
Transaction or a suspected Chargeback;
(g) any fees, fines or penalties that we are required to
pay to Card Schemes pursuant to the Rules as a
direct or indirect result of your failure to observe
your obligations under the Agreement including any
procedures set out in the Manuals;
(h) a Card Transaction not being a valid Transaction or
being charged back to us;
(i) our maintenance of the facilities we supply you under
the Agreement;
(j) any deficiency in a payment made by you following
an audit or a check by us of your Merchant Facility
or Account;
(k) all penalties and costs incurred by us as a result
of an ADC or your non-compliance to the PCIDSS
(including your Service Providers) including but not
limited to the cost of all forensic investigations as
required by us or the Card Schemes;
22
(l) any other money you owe us under the Agreement;
and
(m) r easonable enforcement expenses under the
Agreement, including any amount reasonably
incurred by the use of our staff and facilities, in the
event of a breach of the Agreement.
If we debit the Account and the Account contains
insufficient funds, then the payment may be reversed
and you will be regarded as not having made the
payment in which case you must make the payment to
us as soon as possible upon notification by us to you that
payment is required, although such notification does not
prevent us from attempting the debit again under this
clause.
8.3 You will pay on demand the amount of any debt you
owe us under the Agreement which remains unpaid.
Should you fail to pay any debt which you owe us we
may commence enforcement action and report your
default to a credit-reporting agency, which may affect
your credit rating and your ability to obtain commercial
finance in the future. We may also set-off any amount
due for payment by you to us against any amount due
for payment by us to you.
8.4We can also debit or credit your Account with the
amount of any deficiencies or charges we establish are
payable following an audit or check of your Account.
8.5(a) If:
(i) we have concerns about your solvency;
(ii) you are involved in an unusual number
of Chargebacks or invalid transactions as
determined by us in our sole discretion;
(iii) we have commenced but not yet concluded
reasonable investigations into any claimed
Chargebacks or into the validity of any
transactions processed by you; or
(iv) we have concerns about you or your business, we
may withhold release of the funds in the Account,
or withhold or suspend payment of any money
that would otherwise be owing to you under the
Agreement, until further notice.
We may also establish an Account in your name for the
purpose of retaining funds for processing Transactions
or Chargebacks.
(b) We may appropriate money you hold in your
Account, or any other related Account with us,
towards any and all amounts you owe us under
the Agreement. If we do this, the balance of your
23
Account will reduce by the amount used for this
purpose. We will notify you promptly after exercising
our right to appropriate money in your Account.
8.6 You are responsible for reconciling your sales and
settlements for all Transactions. If you have any
concerns, you must contact us within 7 days from the
date of the Transaction and request that it be reviewed
by us. Any disputes raised after this time will not be
reprocessed or otherwise reviewed by us.
8.7 You must reconcile the statements that we send you
under the Agreement to ensure that payments to and
from your Account have occurred in accordance with the
Agreement. It is your obligation to check the accuracy of
the statements. If you fail to notify us within 3 months of
an incorrect fee being processed, and thus an incorrect
amount was debited from your account or a payment
should have been made to you, then you will have no
claim against us and the account with us will be deemed
settled. This includes but is not limited to Terminal rental
fees, minimum merchant service fees, termination fees
and transaction fees.
9.0 Online access to
information about your
merchant facilities
9.1 You agree that if we grant you a logon/s to any online
service for the purposes of, but not limited to, accessing
electronic copies of statements and submitting service
requests to Westpac in relation to your Merchant
facilities, that you are responsible for administering and
managing access to that service.
9.2 We will not be liable for any unauthorised use of your
logon/s or for any inaccuracy, error, delay or loss that any
User incurs as a result of connecting to, downloading
or accessing details about your Merchant facility online,
therefore you should keep your logon details secure
and confidential. You must notify us of any changes to
your authorised users of an online access service. If a
user ceases to be employed by you, we must be notified
immediately to cancel that user’s access.
9.3 We reserve the right to suspend a user’s access to an
online service relating to the merchant facility if we
suspect that they are using that service inappropriately
or not in accordance with any instructions issued from
time to time.
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9.4 We make no guarantee that information available on any
online service relating to the merchant facility is accurate
or correct at the time of viewing. Merchant Online is
subject to system maintenance and availability and to
subsequent adjustment of information to reflect the true
legal position, therefore users should independently
download or record information for their own record
keeping purposes.
10.0 Hotel/Motel Reservation
Guarantee and Advance
Accommodation Deposit
10.1 This clause 10 only applies where you have been
authorised to accept Credit Card Transactions to
guarantee hotel/motel reservations or advance
accommodation deposits.
10.2 MasterCard and Visa have each arranged for their
members a program that permits their Cardholders
to guarantee reservations of hotel or motel
accommodation by telephone and make deposits in
advance towards accommodation reservations by using
their MasterCard or Visa card.
10.3 You agree to:
(a) handle the reservations in accordance with the Rules;
(b) honour these reservations in all circumstances;
(c) cancel the reservation and, where necessary, issue
a Sales Refund to the Cardholder if the Cardholder
cancels the reservation.
10.4 If there is a dispute, you agree to accept a Chargeback
where the Cardholder claims he/she cancelled the
guaranteed reservation.
10.5 The following applies where you have been authorised
to accept Credit Card Transactions to guarantee hotel/
motel reservations only:
(a) You agree to provide a confirmation code and (if
applicable) a cancellation code, and advise the
Cardholder to retain these in the case of a dispute;
(b) You must:
(i) accept all cancellations prior to the specified
time;
(ii) not require cancellation notification more than 72
hours prior to the scheduled arrival date;
(iii) if the Cardholder makes the reservation within 72
hours prior to the scheduled arrival date, ensure
25
that the cancellation deadline is no earlier than
6.00pm merchant outlet time on the arrival date
or date guaranteed;
(iv) if you require that a Cardholder cancel before
6.00pm merchant outlet time on the date
guaranteed, mail or email the cancellation policy,
including the date and time that cancellation
privileges expire, to the Cardholder;
(v) if the Cardholder has not claimed or cancelled
the hotel reservation service accommodations
by the specified time, you must hold the rooms
available according to the reservation until
check-out time the following day. You may then
complete a Transaction receipt that must contain
the following:
●●
●●
●●
Amount of one night’s lodging plus applicable
tax;
Cardholder’s name, account number and
expiration date; and
The words “No Show” on the signature line of
the Transaction receipt.
10.6 You agree to have the guaranteed room available for
the arrival of the Cardholder. If for any reason you
are unable to provide the room, you must provide at
no charge a comparable room for one night at some
other establishment and a three minute local or long
distance telephone call. You are not required to hold
accommodation available for subsequent nights if the
Cardholder has failed to appear for their reservation
guarantee by checkout time following the first night of
the guaranteed reservation.
11.0 Express Checkout
11.1 This clause 11 only applies where you have been
authorised to accept Credit Card Transactions to permit
express check out from hotels or motels.
11.2 MasterCard and Visa have each arranged for their
members a program that permits their Cardholders to
check out of your establishment at the end of their stay
without conducting the usual “checkout” process in
person.
11.3 You agree to handle the express checkout Transactions
as outlined in the Rules. You must retain and make
available to us the itemised hotel/motel bill. All disputes
will be resolved in accordance with the Rules as
appropriate.
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12.0 Vehicle and Equipment
Rental Transactions
This clause 12 only applies to merchants that provide rental for
vehicles and other equipment including but not limited to cars,
boats, tractors, trucks, ride-on mowers and planes.
12.1 Vehicle and equipment rental merchants may not include
charges in the rental Transaction that represent any of
the following:
(a) the vehicle/equipment insurance deductible amount;
or
(b) an amount to cover;
(i) potential or actual damages when the
Cardholder waives insurance coverage at the
time of the rental;
(ii) additional costs which includes but is not limited
to, parking tickets, traffic violations or vehicle/
equipment repairs.
12.2 A charge for loss, theft or damage must be processed
as a separate transaction from the underlying rental
Transaction. The Cardholder must authorise the charge
after being informed of the loss, theft or damage.
12.3 A charge for additional costs must be processed as
a separate Transaction from the underlying rental
Transaction. For additional costs relating to parking
tickets or traffic violations you must support the charge
with documentation from the appropriate authority
including the license number of the rental vehicle, date,
time, and location of the violation, statute violated, and
amount of the penalty.
12.4 For additional costs relating to vehicle/equipment
repairs you must provide the Cardholder with written
confirmation of the damage upon return of the vehicle/
equipment, or for vehicles/equipment returned using an
express drop off facility a written confirmation receipt
must be sent within 5 Business Days. You must provide
a reasonable estimate of the cost of repairs and obtain
agreement from the Cardholder prior to processing
the Transaction. We recommend that the Transaction
be card present and that you verify the identity of the
cardholder to minimise the likelihood of Chargebacks.
The transaction receipt must include a statement
indicating that the estimated amount charged for repairs
will be adjusted upon completion of the repairs and
submission of the invoice for such repairs.
The final amount of the Transaction relating to the
repairs may not exceed the Merchant’s estimated
27
amount by more than 15 percent. If the actual cost of
repairs is less than the estimated amount, you must
credit the difference to the Cardholder by processing
a refund Transaction to the same Card account within
30 days.
13.0 eCommerce Merchants
13.1 This clause applies to eCommerce Merchants
conducting eCommerce Transactions. To the extent that
there is any inconsistency between this clause and the
other provisions of the Agreement, this clause will apply,
except where the relevant provision of the Manual or
guide specifically mentions this clause 13.
13.2 You agree to be responsible for all goods and services
offered through your Website, all materials used or
displayed at the Website, and all acts or omissions that
occur at the Website or in connection with your Website.
13.3 The URL of your Website must be substantially similar to
your trading name and your Website must be designed
in such a way that a reasonable Cardholder is able to
readily identify it as your Website without any confusion.
13.4 You will display the following on your Website:
(a) contact information, including your trading name,
Australian Business Number (where required),
trading address, telephone number, fax number,
e-mail address and your country of domicile;
(b) a complete description of all goods and services you
offer on your Website;
(c) a clear explanation of shipping practices and delivery
policy;
(d) Transaction currency;
(e) total costs of the goods or services offered including
all appropriate shipping/handling charges and taxes.
Where the total cost of the Transaction cannot be
ascertained in advance you must include a statement
to that effect and provide a description of the
method that will be used to calculate it;
(f) customer service policies, including usual delivery
timeframes, and the process if you cannot fill
the order for any reason. You must advise your
customers within two Business Days if goods are not
available;
(g) wherever you present payment options, display
images of Card Scheme logos that we supply to you;
28
(h) export restrictions (if known);
(i) refund/return policy;
(j) consumer data policy;
(k) privacy policy (which must be compliant with the
Privacy Act 1988 (Cth));
(l) security capabilities and policy for transmission of
payment Card details;
(m) if you provide a currency converter, a disclaimer
providing advice to cardholders that the converter
provides an approximation of the currency only.
You must on request by us provide us with reasonable
access to view, monitor and audit the pages of your
Website.
13.5 You will meet the payment and delivery of goods or
services as specified on your Website. Each merchant
domain must utilise separate payment pages.
13.6 If you use a Payment Gateway solution other than a
Westpac hosted solution:
(a) we are not responsible for the functioning of the
Payment Gateway;
(b) you will observe the conditions of any agreement in
relation to the Payment Gateway;
(c) you must use a Westpac ‘Accredited’ Gateway
Provider/ Data Processor. Failure to do so will result
in termination of your Merchant Facility.
13.7 You will respond promptly to all customer inquiries,
including cancellations and order changes.
13.8 You must provide a completed copy of the Transaction
receipt to the Cardholder at the time the purchased
goods are delivered or services performed, and
advise the Cardholder to retain the receipt as proof
that payment has been made. You may deliver the
Transaction receipt in either of the following formats:
(a) electronic (e.g. email or fax); or
(b) paper (e.g. hand-written).
13.9 A Transaction receipt must contain the following
information:
(a) the merchant name most recognisable to the
Cardholder, such as:
(i) merchant “doing business as” name as used on
your Website;
(ii) merchant “universal resource locator” (URL) if
possible.
(b) Transaction type (purchase or credit);
29
(c) Transaction amount, indicated in Transaction
currency;
(d) Transaction date;
(e) unique Transaction identification number;
(f) purchaser’s/Cardholder’s name;
(g) authorisation code;
(h) description of goods and services;
(i) return/refund policy, if restricted;
(j) cancellation policies.
13.10 You must not return the Cardholder’s Card
number to the Cardholder either online or on
the Transaction receipt.
13.11 You must:
(a) not substantially change your goods or services
being sold on your Website or other material aspects
of your Website from the time it was accepted by us;
(b) keep all information on the Website true, accurate,
current and complete;
(c) not change your domain name without first obtaining
our consent to the change of name; and
(d) fulfil customer orders in a timely manner and
adequately deal with customer’s warranty or service
requirements.
13.12 You are responsible for:
(a) ensuring that the connection between your Website
and us is operational. We do not warrant that
the provision of the services will be continuous,
uninterrupted or without errors;
(b) ensuring that your Website is secure and that
Cardholder information is encrypted during the
exchange of Cardholder information between your
Website and your Payment Gateway. The level of
encryption is to be to our satisfaction as detailed in
our document entitled “Web Site Requirements”;
and
(c) ensuring that any Service Provider you engage to
participate in the payment process is a Westpac
Accredited Gateway Provider/Data Processor (details
of accredited providers are available on request or
at www.westpac.com.au). Payment pages will be
accredited by us or a Westpac Accredited Gateway
Provider/Data Processor, and must adhere to our
security requirements.
13.13 When approved for an eCommerce Merchant Facility,
any Transactions received from Cardholders relating
30
to the internet business for which it was approved
must be processed using your approved eCommerce
Merchant Facility.
13.14 If you are approved as a Westpac merchant you must
willingly, upon request, supply us with full details of
your Service Providers, including but not limited to Web
Hosting Provider, Shopping Cart Vendor System, SSL
provider and expiration date of SSL certificate.
13.15 You must present all eCommerce Transactions to us
with an eCommerce indicator using an Accredited
Gateway Provider.
14.0 Quasi-Cash Transactions
14.1 This clause applies to Quasi-Cash Merchants conducting
Quasi-Cash Transactions. To the extent that there is
any inconsistency between this clause and the other
provisions of the Agreement, this clause will apply,
except where the relevant provision of a Manual or guide
specifically mentions this clause 14.
14.2 You must identify the Cardholder as follows:
(a) where the Card does not bear a photograph of the
Cardholder, you must sight positive identification
of the Cardholder, and indicate the type of
identification sighted, including any serial number,
on the Transaction receipt; or
(b) where the Card bears a photograph of the
Cardholder, you must note on the Transaction
receipt that you verified the Cardholder’s identity by
the photograph on the Card.
14.3 Where applicable, you must verify the following:
(a) the signature on the Card matches the signature on
the Transaction receipt and, where clause 14.2(a)
applies, on the identification presented; and
(b) where clause 14.2(b) applies, the Cardholder
resembles the person depicted in any photograph
intended to be used as identification on the Card.
14.4 You must do the following before completing the
Transaction:
(a) compare the first four digits of the embossed Card
account number to the first four digits printed below
the Card account number; and
(b) record the printed first four digits on the front of the
Transaction receipt.
14.5 You must clearly disclose to the Cardholder any
commission you charge for accepting a Quasi-Cash
31
Transaction and include this in the total Transaction
amount, before completing the Transaction.
15.0 Trustees
15.1 This clause applies where you enter into this Agreement
in the capacity as trustee of a trust.
15.2 You confirm that each of the following statements is
correct:
(a) the trust is validly formed. Any relevant trust
document is valid and complies with the law;
(b) any copy of the trust document you have given us is
a true and complete copy and discloses everything
about the trust;
(c) you are properly appointed as sole trustee of the
trust (and if more than one person has signed the
application form as trustee, each of you have been
properly appointed as trustees of the trust and there
are no other trustees);
(d) you have always fully complied with the terms of the
trust, and your duties and powers;
(e) you have a full right of indemnity from the trust
assets in respect of the Agreement;
(f) you have properly signed the application form under
the terms of the trust and in accordance with your
duties and powers as trustee, or if there is any doubt
and all beneficiaries have full legal capacity, you have
obtained their consent;
(g) the Agreement and the Transactions entered into
under it are for proper trust purposes;
(h) you have done everything required under the trust
document to enter into the Agreement and the
Transactions it contemplates;
(i) none of the trust assets have been resettled or
set aside;
(j) the trust has not terminated nor has any event for the
vesting of the assets occurred.
15.3 You promise the following:
(a) you will comply with the terms of the trust and your
duties as trustee of the trust;
(b) you will use all equipment and carry out all
Transactions in accordance with the Agreement
exclusively for proper trust purposes;
(c) you will not do anything which may result in the
loss of your right of indemnity from the trust assets
or the termination of the trust;
32
(d) you will remain sole trustee of the trust (and if more
than one person has signed the application form as
trustee, each of you will remain as trustees of the
trust and you will collectively continue as all of the
trustees of the trust);
(e) if, despite the above, you are replaced or joined as
trustee, you will make sure the new trustee becomes
bound to our satisfaction by the Agreement or a
document and arrangement of identical effect;
(f) you will not re-settle, set aside or distribute any of
the assets of the trust without our consent unless
compelled to do so by the current terms of the trust
document.
16.0 Records
You must:
(a) maintain and retain in your possession (while complying
with all applicable security requirements) your books
of account and records (including all Transaction
information, vouchers and tally rolls and other
information this Agreement requires you to retain)
relating to a Transaction for at least 18 months after the
Transaction;
(b) permit us to inspect and examine the books of account
and records referred to in paragraph (a);
(c) not disclose, give (other than to us or unless required
by law), buy, sell or exchange a Cardholder’s name or
Card details to any person (including in the form of
imprinted sales vouchers, carbon copies of imprinted
sales vouchers, mailing lists, tapes, computer data or any
other media obtained by reason of a Card Transaction.)
This clause does not prohibit you from providing Card
number information to your agent solely to allow your
agent to process Card Transactions to us on your behalf;
(d) keep all systems and media containing a Card
number, Cardholder or Transaction information in a
secure manner to prevent access by or disclosure to
anyone other than your authorised personnel or agent
processing Card Transactions. If the item needs to be
discarded, you must destroy it in a manner which makes
the information unreadable;
(e) provide us with all clear and legible documentation
relating to a Transaction when requested. Otherwise we
may Chargeback the Transaction to your Account; and
(f) provide us with all financial information in relation to
your business, including but not limited to, annual
33
balance sheets and trading results, end of quarter
results and 12 month cash flow projections, in a form
acceptable to us, when requested.
You must also keep reasonable records about your
compliance with this Agreement, including records
about when you implemented a variation that we notify
under clause 18, your PCIDSS compliance, and the staff
training that is required under clause 3.3. You must
retain these records for at least 6 years, and provide us
with reasonable access to the records when we ask. Your
obligations under this clause 16 survive termination of
this agreement for any reason.
17.0 Creditworthiness of the
Cardholder
You acknowledge that we do not guarantee any Cardholder’s
credit worthiness or their identity. You waive any right you may
have against us by reason of any inference from the fact that a
Cardholder has been issued with a Card or that a Transaction
has been processed.
18.0 Variations
We may vary this Agreement at any time and will notify you
of any changes as set out in the table below. Use of your
Merchant Facility after notification of changes to the terms and
conditions will constitute acceptance of those changes.
34
Type of
Change
Time Frame
Method of
Notification
New fee
or charge
(other than a
government
charge).
30 days in advance.
In writing or
Electronically.
A new or varied
government
charge that
directly or
indirectly
affects you.
In advance of the
change, or as soon as
practicable afterwards,
unless the change
has been publicised
by a government
agency, government or
representative body.
In writing,
Electronically
or through an
advertisement
in a major
newspaper.
Any other term
or condition
(including a
variation of fees
and charges).
In advance of the date of
the change.
In writing,
Electronically
or through an
advertisement
in a major
newspaper.
From time to time we may vary or supplement any Manuals,
guides or procedures manuals that we provide to you,
including by specifying new procedure documents or Manuals
(in this clause 18 described as ‘Changes’). We may notify
you of a Change Electronically. If we specify a date on which
a Change commences, you must comply with the varied
or supplemented Manuals, guides or procedures from the
commencement of business on that date. You must comply
with any other Change promptly.
Notwithstanding anything else in this clause 18, advance
notice of a Change or variation may not be given in some
circumstances, for example, when a Change is necessitated by
an immediate need to restore or maintain the security of our
systems or where you cannot be reasonably located.
19.0 Notices
19.1 We may provide you notices in writing, including in
your statement of account, by facsimile, newspaper
advertisement or Electronically depending on the nature
of the notice.
19.2 You can give us a notice by phone or by posting it in a
prepaid envelope to the address in this booklet or by
transmitting by facsimile to the number in this booklet,
or by any other method we specify (for example, an
35
authorised User logging on to an online service for
accessing information about your merchant facility that
is described in clause 9 and entering information to a
web form).
We reserve the right to seek confirmation from
you before acting upon any facsimile or other
communication received, although you agree that we
have no obligation to do so.
19.3 You agree that at all times during the term of this
Agreement you will maintain a valid email address able
to receive messages with a file size up to 8 megabytes
including attachments and capability to download
files from westpac.com.au. You must give us at least
4 Business Days’ notice if the email address will be
changed for any reason.
19.4 It is your responsibility to make sure that this email
address will be checked at least once every day that
you are open for business, because you will be taken
to know about any email that is delivered to the email
address under clause 19.5.
19.5 Messages sent to you by email will be taken to be
delivered at the later to occur of:
(a) 6 hours after they are sent if that occurs before
5.00pm on a Business Day or;
(b) 10:00am on the next Business Day unless you
reasonably believe the email to be fraudulent.
If an email we send you directs you to access information
on an external website, that information is taken to be
received by you at the same time as the email is received.
20.0 Warranties and
Indemnities
20.1 You must not make any warranty or representation
whatsoever in relation to any of your goods or services
which may create the impression that we are in any way
bound by the warranty or representation.
20.2 You acknowledge that by processing a Transaction, or
presenting to us a voucher (or audit log), you warrant to
us that:
(a) all particulars relating to the Transaction are true
and correct;
(b) the Transaction and any voucher (audit log) is valid;
and
(c) the sale is not subject to any dispute, set off or
counterclaim.
36
20.3 You indemnify and keep us indemnified against, and
must pay us on demand against all claims, actions, suits,
losses, defaults, liabilities, expenses, costs (including
legal costs) and damages we may incur or suffer arising
out of or in connection with:
(a) your failure to comply with any of your obligations
under this Agreement (including under a Manual or
guide we provide to you), whether caused by you
or any of your officers, employees, servants, agents
or contractors, including any procedures set out in
the Manuals;
(b) any failure to pay any charges or fees payable by you
under the Agreement;
(c) any dispute between you and a Cardholder;
(d) any liability arising from a Prepaid Sale and/or
Chargeback;
(e) any error, negligence or fraud relating to a
Transaction by you, your officers, employees,
servants, agents or contractors;
(g)any damage to, or loss of the Terminals due to
neglect or misuse by you, or any of your officers,
employees, servants, agents or contractors; or
(h)any fees, fines or penalties (including but not limited
to Card Scheme fines) that we are required to pay as
a direct or indirect result of your failure to observe
any of the procedures, requirements or obligations
required to be complied with by you under
the Agreement.
20.4 Each indemnity given by you under the Agreement
is a continuing obligation and continues after the
Agreement ends. It is not necessary for us to incur
expense or make payment before enforcing the
relevant indemnity.
20.5 With the exception of any guarantees, conditions,
rights or warranties that are implied or imposed
by law in relation to the Agreement and may not
legally be excluded, we give no guarantee, warranty
or representation in respect of any Transaction or
Terminals and all other terms, conditions or warranties
whether expressed or implied are expressly excluded.
20.6 Any payments due or made by you under this clause
will be automatically increased by the amount of
any GST liability incurred by us in respect of those
payments, and you must also pay us that amount when
we ask.
37
21.0 Fraud Prevention
21.1 PCIDSS and PCI PA-DSS Compliance
(a) You must ensure your business and any Service
Provider acting on your behalf is compliant to the
PCIDSS and (to the extent applicable) PCI PA-DSS at
all times.
(b) Your merchant classification according to the PCIDSS
will be determined at the discretion of Westpac.
(c) All costs in relation to complying with this clause 21.0
will be borne by you.
(d) In the event that your business suffers or is
suspected to have suffered an ADC, we may pass
any penalties levied by the Card Schemes on to you
and reserve the right to pass on any charges that
relate to the investigation of an ADC.
21.2 PCIDSS Validation
(a) If we determine that you are a Level 1, 2 or 3
merchant under the PCIDSS, you must, upon our
request, validate your compliance with the PCIDSS
on an ongoing basis.
(b) Validation of compliance to the PCIDSS must be
completed within 3 months of notification to you.
21.3 If you use any ‘off the shelf’ software that stores,
processes or transmits Cardholder Data during
Authorisation or settlement, you must ensure that it has
been certified by a PA-QSA as being compliant with the
PCI PA-DSS.
For more information on the PCIDSS refer to the ‘Your
guide to the Payment Card Industry Data Security
Standards’ brochure provided with your confirmation
letter or on the Westpac website www.westpac.com.au.
21.4 You must ensure that any software or hardware you
purchase, create or otherwise utilise for the purpose
of selling goods or services does not retain its original
password before employing it for the acceptance of
Transactions. You must also ensure that all system and/
or software passwords are changed on a regular basis.
You must ensure that digital devices (such as computers)
that allow a choice of ‘administrator’ and limited user
system privileges are not used with ‘administrator’
system privileges except during system maintenance
that requires ‘administrator’ system privileges.
21.5 Account Data Compromise (ADC) Events
You must comply with the ADC procedures set out in
this clause 17 and detailed in the booklet “Your Guide
to the Payment Card Industry Data Security Standards”
38
that we provide to you, immediately upon becoming
aware that an actual or suspected ADC or breach of
confidential Cardholder Data has occurred, whether
through your Service Provider or otherwise.
If there is an actual or suspected ADC or if there has
been any actual or suspected Terminal manipulation:
(a) You must give us and our agents full access to
your systems and databases to facilitate a forensic
analysis to ascertain:
(i) what Cardholder Data has been compromised;
(ii) what weaknesses in the system permitted the
ADC or Terminal manipulation; and
(iii) whether Cardholder Data was created, deleted,
altered, copied or manipulated in any manner.
(b) If you use the services of an external Service
Provider, you must ensure that Westpac and its
agents are given full access to necessary outsourced
components such as databases, web hosting
systems, etc.
(c) You must pay all costs in connection with our
analysis, investigation and resolution of the ADC or
Terminal manipulation, and must also pay any fines
imposed by a Card Scheme under clause 8.1(h).
(d) In order to continue processing Transactions, you
will validate to our satisfaction that you are fully
compliant with the PCIDSS as a Level 1 Merchant
within 3 months of the ADC or the event(s) giving
rise to the Terminal manipulation. All costs incurred
by you as a result of your compliance with this clause
21 will be borne by you.
21.6 You agree:
(a) that we may report all ADC events to Card Schemes
and their members and may be required to report
ADC events to law enforcement agencies and/or
Australian regulators. You grant an irrevocable and
enduring consent to us to disclose details of any
such ADC (including information about you and
your customers) to any such persons, agencies or
regulators.
(b) to irrevocably confer upon us the enduring right
to contact any Service Providers that enable you
to acquire Credit Card Transactions, Debit Card
Transactions and Transactions relating to Charge
Cards for the purposes of determining the extent of
any actual or suspected ADC, assessing remedies
for that ADC and assessing your level of compliance
with the PCIDSS.
39
22.0 Code of Banking Practice
22.1 This clause applies to you if you are an individual or a
Small Business.
22.2 You acknowledge that the relevant descriptive
information referred to in clauses 15.1 and 15.2 of the
Code of Banking Practice is set out in our account terms
and conditions booklets.
These booklets contain information regarding:
●●
●●
account opening procedures;
our obligations regarding the confidentiality of your
information;
●●
complaint handling procedures;
●●
bank cheques;
●●
●●
the advisability of you informing us promptly when
you are in financial difficulty; and
the advisability of you reading the terms and
conditions applying to the relevant banking service
(which in relation to this facility means you should
carefully read this booklet before accepting it).
Copies of these booklets are available on request.
You acknowledge that each relevant provision of the
Code of Banking Practice will apply to your facility from
the date we adopt that provision.
23.0 Financial Crimes
Monitoring and Anti‑Money
Laundering
23.1 In order for Westpac to meet its regulatory and
compliance obligations for anti-money laundering and
counter-financing of terrorism, we will be increasing the
levels of control and monitoring we perform.
23.2 You should be aware that:
(a) Transactions may be delayed, blocked, frozen or
refused where we have reasonable grounds to
believe that they breach Australian law or sanctions
(or the laws or sanctions of any other country).
Where Transactions are delayed, blocked, frozen
or refused, we and our accredited processors are
not liable for any loss suffered by you (including
consequential and indirect loss) whatsoever
as a result;
40
(b) we may from time to time require additional
information from you to assist us in order to meet
our anti-money laundering and counter-financing of
terrorism obligations.
This information may include “personal information”
as defined by the Privacy Act 1988 (Cth). If we
request such information you must provide us
with the information immediately, or at least within
24 hours of such a request;
(c) where legally obliged to do so, we may disclose
the information gathered to regulatory and/or law
enforcement agencies, other banks, other members
of the Westpac Group, service providers who do
things on our behalf or to other third parties; and
(d) where we have reasonable grounds to believe
that a suspicious matter has arisen in relation to
the Merchant Facility, we are obliged to complete
and render a report to the Federal Government
(AUSTRAC). A suspicious matter includes any
Transaction that we believe may be of relevance to
the investigation or prosecution of any breach or
attempted breach of an Australian law (including
laws related to money laundering, tax evasion,
financing of terrorism or the proceeds of crime).
23.3 You provide us with the following undertakings and
indemnify us against any potential losses arising from
any breach by you of such undertakings;
(a) you will not initiate, engage in, or effect a
Transaction that may be in breach of Australian law
or sanctions (or the law or sanctions of any other
country); and
(b) the underlying activity/product for which the Service
is being provided does not breach any Australian
law or sanctions (or the law or sanctions of any
other country).
24.0 Termination
24.1 The Agreement commences when you accept our offer
in accordance with clause 1 and will continue until such
time as it is terminated in accordance with this clause 24.
24.2 You may terminate this Agreement or use of an
underlying Merchant Facility by providing us with 7 days
written notice to the address in this booklet. Unless such
notice is provided, your Agreement (including fees and
charges) will continue to apply, notwithstanding that
41
you may have returned Equipment to us or securely
discontinued its use.
24.3 It is your obligation to reconcile your Account after
termination of this Agreement and notify us of any
discrepancies.
24.4 If for any reason there are discrepancies in your Account
then our maximum aggregate liability to you for
reimbursement will be limited to three months’ worth of
the monthly applicable charges.
24.5 We may terminate the Agreement or use of an
underlying Merchant Facility at any time and for any
reason, including, but not limited to the following:
(a) a Merchant Facility does not comply with the Rules;
(b) we consider your ratio of Chargebacks to sales,
whether by number or dollar value of Chargebacks,
to be unusual or excessive;
(c) you have substantially changed your line of business,
or the types of goods or services that you supply to
your customers or clients without first notifying us
and receiving consent;
(d) we have concerns about your solvency, or the
solvency of your business;
(e) we have concerns about your ability to meet or
repay the amounts of any Chargebacks that have
been received, or that are likely to be received in the
future conduct of your business;
(f) you have a significant adverse credit event recorded
against you;
(g) we have reasonable grounds to suspect that you
have fraudulently processed Transactions, or have
knowingly allowed fraudulent Transactions to be
processed through your Merchant Facility;
(h) you or any of your Services Providers are not
compliant with the PCIDSS or (to the extent
applicable), PCI PADSS;
(i) you or any Service Provider that you use has suffered
an ADC.
24.6 We will endeavour to give you verbal or written notice
before we terminate the Agreement or facility. If we
are unsuccessful in contacting you, we can choose
to continue to terminate the Agreement or Merchant
Facility. However, we will give you subsequent
written confirmation that the Merchant Facility has
been terminated.
24.7 We may terminate the Agreement on the grounds that
you have not processed Transactions through your
Merchant Facility for a period of six (6) months. Under
42
these circumstances we will advise you, in writing, of
our intention to terminate and will allow you a period of
14 days from the date of our letter in which to contact
us. After that time, we may terminate the Agreement or
Merchant Facility without further notice.
24.8 Termination will be effective immediately and we are not
obliged to accept any Transactions you process after the
Agreement or facility is terminated.
24.9 You warrant to cease to use the Terminal Access Services
immediately if this Agreement is terminated, we will
be entitled to terminate the availability of the Terminal
Access Services to you if that occurs.
24.10 For clarity, termination of a Merchant Facility or the
Agreement does not affect any obligations incurred
prior to termination. Clauses 6, 7, 8, 16, 20, 24, 25, 29, 32
and 34 survive termination.
24.11 On termination of the Merchant Facility or the
Agreement you will immediately return all relevant
Equipment. Fees and charges will continue to be
incurred by you until the Equipment is returned to
us. You authorise us to enter the premises where the
Equipment is kept and take possession of the Equipment
without notice to you in the event the Equipment is
not returned to us immediately in accordance with this
clause 24.11.
24.12 You acknowledge that a “combined terminated
merchant file” is a list containing the business name and
the names and identification of principals of merchants
that have been terminated by acquiring financial
institutions. You consent to us providing information
about you and any persons named in your application
for a Merchant Facility to MasterCard, Visa or any other
Card Scheme for addition to the file if the Agreement
is terminated (this may include sending information
overseas). You acknowledge that this information will be
available to any member of the Card Scheme(s) and may
be used to assess subsequent applications for Merchant
Facilities. You indemnify us against all claims, actions,
suits, losses, defaults, damages and liabilities resulting
from the inclusion of you or your principals on this file.
24.13 Without prejudice to any right or remedy of ours, we are
entitled to charge you a termination fee for termination
of the Agreement, at our discretion. You must promptly
pay any such termination fee after we notify you of it.
43
25.0 Privacy Law
25.1 You agree to comply with:
(a) any privacy laws by which you are bound; and
(b) any other privacy requirement notified by us to you.
25.2 You acknowledge that you do not rely on any
information or representation supplied by us to you as
advice regarding compliance with the Privacy Laws.
25.3 You warrant that you are aware of the Privacy Laws
which apply to you in respect of this Agreement, and
also warrant that, after the enquiry, you are not aware of
having breached any of those Privacy Laws.
25.4 You agree that we may obtain from and disclose
information to any person who issues a Card or Card
Scheme for any purpose relating to the operation of
your Merchant Facility that we deem necessary. Our
rights under this clause continue after the Agreement
is terminated.
25.5 You authorise us to obtain from any Card Scheme
information (“your history”) relating to facilities you
obtained or are obtaining from other suppliers.
25.6 You acknowledge and agree that we may disclose
information about you that we collect from your
application, your history or conduct of the facilities
we supply you under the Agreement, in the following
circumstances:
(a) to our external service providers (some of which may
be located overseas) that provide services for the
purposes only of our business and providing your
Merchant facility(ies), on a confidential basis (for
example, without limitation, mailing houses);
(b) to any person who is a card issuer, Card Scheme
operator or otherwise involved in any Card Scheme,
for any purpose relating to the operation of those
schemes (for example Visa, MasterCard, China
UnionPay, EPAL and card fraud detection agencies).
This information may include information about
terminating a Merchant Facility and the reasons for
that termination. Another service provider may use
this information (amongst other things) to determine
whether or not to make facilities available to
the Merchant;
(c) to persons who you inform us supply services related
to your Merchant Facility (including but not limited
to Ingenico, Hypercom, VeriFone, Global Blue,
American Express or Diners Club).
44
26.0 Notifying us of changes
26.1 You must notify us within 14 days of any changes in
your company, trading name or address. You can do
this by writing to us at the address in this booklet or by
transmitting by facsimile to the number in this booklet.
You must continue to notify us of any changes for a
period of 12 months after the Agreement is terminated
for any reason. We will not be responsible for any
errors or losses where we have not received adequate
prior notice. (Your obligation to notify a changed email
address is under clause 19.3.)
26.2 You must not substantially change your line of business,
or the types of goods or services that you supply to
your customers or clients, without first notifying us and
receiving our written consent.
In addition, you must notify us immediately if the ownership
or control of your business (including any delegation by way
of power of attorney) or your ability to meet liabilities as and
when they fall due changes. The new owner will need to
apply for a new Merchant Facility with us if they wish to
continue using our merchant services.
27.0 Charge Cards
27.1 We may program the Terminals to accept Transactions
by a Charge Card issued under a Charge Card Scheme
in which you participate, provided you inform us in
writing of your merchant number for that Charge Card
Scheme.
27.2 Our only obligation to you in relation to any Charge
Card Transaction conducted through a Merchant Facility
is to transmit the particulars of the Transaction to the
person, body corporate or association conducting the
Scheme under which the Charge Card was issued.
27.3 We make no representations and give no assurances
whatsoever in relation to:
(i) the credit worthiness of any person presenting a
Charge Card;
(ii) the performance of any agreement or arrangement
between you and any person, body corporate or
association conducting a Charge Card Scheme; or
(iii) settling the funds in relation to those Charge Cards
to your account.
45
28.0 Third parties
28.1 You will not present to us any sales vouchers accepted
on behalf of any third party without our prior approval.
28.2 We may pay a fee or commission to a third party who
introduces you to us.
29.0 GST
29.1 We may increase the amount (“original amount”) of
any fee or other consideration payable by you under
the Agreement which has not been specified to include
GST by an additional amount so that the total amount
payable by you is equal to the original amount plus the
amount of any GST liability payable by us on the total
amount.
29.2 You must pay at any time and in any manner requested
by us any amount which we decide to be necessary to
reimburse us for any direct or indirect increase resulting
from any GST in the cost to us of:
(i) making, maintaining or administering;
(ii) any action relating to any property connected with;
or
(iii) carrying on any business connected with the supply
of any facilities or property under the Agreement or
any facilities provided under the Agreement.
30.0 Suspension
30.1 We may suspend the facilities we supply to you under
the Agreement without notice to you if we:
(i) consider that we could suffer a loss as a result of your
Merchant Facility continuing to operate;
(ii) think we could be subject to fraud if we continue to
supply the facilities;
(iii) become aware of an event listed in clause 24.5;
(iv) are unable to contact you to discuss a matter relating
to the use of your Merchant Facility.
We will inform you as soon as practicable after we
suspend your facilities under this clause.
30.2 Whilst the facilities are suspended, you will not submit
Card Transactions for processing and we will not process
any Card Transactions you submit.
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31.0 Use of Trade Marks
31.1 You agree:
(a) to obtain our prior written consent before using
any Trade Mark (which consent may be granted or
withheld by us in our sole discretion);
(b) to comply with any Trade Mark use guidelines or
directions provided by us to you from time to time;
(c) not to take any action which will adversely affect the
value of the goodwill attached to the Trade Marks
and/or our business.
31.2 If you have been approved to accept Debit Transactions:
(a) We grant you a revocable non-exclusive, nontransferable sub-licence to use the eftpos Trade
Marks in connection with the operation and
promotion of eftpos Transactions, eftpos Cards,
eftpos Terminals (as those words are defined in the
EPAL Scheme Rules) and accounts and/or other
services associated with them subject to your
compliance with the terms of the Agreement and the
Merchant Operating Guide;
(b) You acknowledge that EPAL is the owner of the
eftpos Trade Marks and that it’s right to use the
eftpos Trade Marks does not confer any proprietary
or other interest in the eftpos Trade Marks during or
after the termination of the Agreement;
(c) You agree to comply with any eftpos Trade Mark
requirements as may be contained in the Manuals
or Merchant Operating Guide from time to time and
not to use the eftpos Trade Marks in a matter that
is inconsistent with or detracts from any branding,
eftpos Trade Mark requirements or marketing
messages of EPAL.
This sub-licence to use eftpos Trade Marks:
(a) will be revoked immediately on termination of your
Agreement with us; or
(b) may be revoked immediately upon written notice
by us, upon which you agree to immediately
cease using eftpos Trademarks and destroy all
materials and paraphernalia that include the
eftpos Trade Marks.
You indemnify us for claims and demands made against
or suffered or incurred by us arising directly or indirectly
out of your use of EPAL’s branding and/or eftpos
Trade Marks where such use is in breach of the EPAL
Scheme Rules.
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32.0 Personal Property
Securities Act
32.1 If we determine that this Agreement (or a Transaction
in connection with it) is, contains or creates a Security
Interest for the purposes of the PPSA, you agree to
do anything (such as obtaining consents, signing and
producing documents, arranging for documents to be
completed and signed and supplying information) which
we ask and consider necessary to:
(a) perfect any such Security Interest or otherwise to
provide more effective security over the Equipment
or any other personal property over which we have a
Security Interest;
(b) to ensure that a Security Interest created under
or connected with this Agreement is enforceable,
perfected (including, where possible, by control in
addition to registration) and otherwise effective;
(c) to enable us to apply for any registration, or give any
notification, in connection with any Security Interest
created under or connected with this Agreement so
that the Security Interest has the priority we require;
(d) to enable us to exercise our rights in connection with
any Equipment or any other personal property over
which we have a Security Interest;
(e) to bind you and any other person intended to be bound
under this Agreement; or
(f) demonstrate your compliance with this Agreement.
32.2 You agree:
(a) that we may complete any document on your behalf
relating to this Agreement (such as Corporations
Act forms, financing statements or financing change
statements);
(b) that we may, at your expense, apply for any
registration, or give any notification, in connection
with any Security Interest created under or
connected with this Agreement and for whatever
class of collateral we think fit. You consent to any
registration or notification by us, and agree not to
make an amendment demand;
(c) not to register a financing change statement in
respect ofa Security Interest created under or
connected with this Agreement without our prior
written consent;
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(d) not to register, or permit to be registered, a
financing statement or a financing change statement
in relation to any Equipment in favour of a third party
without our prior written consent;
(e) that we need not comply with sections 95, 118,
121(4), 125, 130, 132(3)(d) and 132(4) of the PPSA, or
any other provision of the PPSA notified to you by us
after the date of this Agreement;
(f) that you may not exercise any rights under sections
142 and 143 (reinstatement of security) of the PPSA;
(g) that neither we nor any receiver (or receiver and
manager) appointed by us need give any notice
required under the PPSA (including a notice of a
verification statement); and
(h) that you will not disclose or permit any party to
disclose any information of the kind referred to in
section 275(1) of the PPSA unless section 275(7)(b) or
(e) of the PPSA applies.
32.3 In this clause 32, terms in italics have the meaning given
to them in the PPSA.
33.0 Assignment
33.1 This Agreement is binding on the parties, their
executors, administrators, successors and assignees.
Where you are two or more persons, your Obligations
under this Agreement will be joint and several.
33.2 You may not assign this Agreement to any other person
without our written consent. We may assign our rights or
novate our rights and obligations under the Agreement.
We may also transfer our interest in the Agreement,
or give another person an interest or security in the
Agreement without getting your consent. You appoint
us and any person authorised by us to be your attorney
to sign any document or do anything necessary to
give effect to the assignment, novation or transfer
contemplated in this clause 33.2.
34.0 Our liability is limited
You acknowledge that our liability for breach of any condition,
right or warranty that cannot be excluded from the Agreement
by law is limited at our discretion to the replacement or
the repair of the Terminals, or the re-performance of the
Terminal Access Service. To the extent permitted by Law and
notwithstanding that we or any of our officers, employees,
49
contractors or agents may be aware of the likelihood of such
loss or damage, we will not be liable whether in contract, tort
(including negligence) or otherwise to you or persons claiming
through you for;
(a) special, consequential or indirect or incidental loss or
damage of any kind (including exemplary or punitive
damages);
(b) loss of business, profits or income whether actual or
anticipated;
(c) any disruption caused by:
a malfunction of a Merchant Facility; or
●●
any period when the Merchant Facility is unavailable
or you are waiting for a replacement Terminal;
●●
(d) any delay by us in crediting your Account.
(e) our failure to credit your Account due to technical or
administrative difficulties relating to the banking system
used for the transfer of funds; or
(f) termination of the Terminal Access Services for any
reason.
This clause 34 applies notwithstanding that we or any of our
employees, contractors or agents are aware of the likelihood
of such loss or damage.
35.0 Governing Law
The Agreement will be governed by and interpreted in
accordance with the laws of New South Wales.
36.0 What to do if you have a
problem or dispute
36.1 Getting your complaint heard:
We aim to resolve your complaint at your first point of
contact with us. So please raise your complaint with any
of the people handling your banking. You can contact
us 24 hours a day, 7 days a week from anywhere in
Australia, by:
Telephone: 1300 130 467
E-mail: Go to our website, www.westpac.com.au and
click on ‘Contact Us’.
Fax: 1300 655 858
Mail: GPO Box 5265, Sydney NSW 2001.
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36.2 What to do if you are still unhappy:
If we haven’t been able to deal with your issues to your
satisfaction, there are a number of other bodies you
can go to. One of these is the Financial Ombudsman
Services (FOS). The FOS is a free service that considers
complaints about banks and their related companies.
Their contact details are:
Financial Ombudsman Service Mail: GPO Box 3,
Melbourne VIC 3001
Telephone: 1300 780 808
Fax: (03) 9613 6399
Internet: www.fos.org.au
Westpac Banking Corporation ABN 33 007 457 141 AFSL and Australian
credit licence 233714.
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Things you should know: This information is current as at November 2014 and is subject to
change. MasterCard® is a registered trademark of MasterCard International Incorporated.
American Express® is a trademark of American Express. UnionPay is a registered trademark
of China UnionPay Co., Ltd.
© 2014 Westpac Banking Corporation ABN 33 007 457 141.
MBS001 (10/14) 416012